BYLAWS

Article 1 – Name, Purpose and Policy

1.1  The name of this organization shall be the San Antonio Bead Society (SABS).

1.2   The purposes for which this organization was created are: “To promote the education and enjoyment of beading, jewelry and items of adornment and decoration.”

1.3  This organization shall be a 501(C) (6),  “not for profit” organization.
1.4 The property of this organization is dedicated to non-profit purposes and its activities will be directed to the improvement of the beading community. No part of the net income or assets of this organization shall ever benefit any officer or member thereof or any private persons.

Article 2 – Membership and Dues

2.1  Any person or business who supports the purpose of this organization may become a member upon application and payment of dues.

  1. No discrimination shall be made with regard to race, color, creed, sex, or national origin.
  2. All reasonable means of protecting the privacy of a members’ personal information will be used with membership lists to be handled by Board members only.
  3. The membership list for the current year will be available on the website ona password protected page. Only members for the current year will be given the password and they are reminded not to share the it with anyone not a member. The password will be changed at the beginning of each year by the website manager.

2.2 The annual dues shall be set and may be revised by the board of directors while reviewing the budget for the next year. The annual dues shall be payable by January 1 of each year.

2.3 Members whose dues are not paid by February 1 shall be subject to being dropped from the active list.

2.4 Guests will be welcome to attend two (2) meetings after which membership will be required.

2.5 There shall be three (3) categories of membership: General, Family and Business.

2.6  The President may propose to the Board of Directors no more than one (1) honorary membership each year. Upon majority approval, the honoree is entitled to dues-free membership for the following membership year. The purpose of the honorary membership is to recognize a current member of SABS who has made outstanding and prolonged contributions to the betterment of the organization.

2.7  With approval of the majority of the Board, the President may award one Lifetime Membership each year to a member who has provided long-time leadership and commitment to the organization.

2.8  Members shall adhere to all standing rules and the following Code of Conduct:

  1. All members shall treat each other with dignity and respect. Abuse such as derogatory remarks, threats, discrimination, or intimidation is unacceptable.
  1. If, at any SABS-sponsored venue, a member is determined to be in violation of this Code of Conduct, the SABS President or highest ranking elected officer present, may ask the member to leave the venue.
  1. The Board will review the Code of Conduct violations and determine the consequencesup to, and including, loss of membership.
  1. The accused member may appeal the Code of Conduct decisions made by the Board.

Upon receipt of a request for appeal, the President shall appoint an ad hoc Appeal Committee from the general membership to review the appeal. The decision of the Appeal Committee shall be final.

 

Article 3 – Membership Meetings

3.1 The organization shall meet the second Wednesday of each calendar month unless otherwise changed by the Board of Directors.

3.2  The regular December meeting shall be known as the annual meeting and in an election year shall be for the purpose of installing the Elected Officers and for any other business that may arise.

3.3 A quorum shall consist of at least fifteen (15%) percent of the paid members including three (3) officers.

Article 4 – Officers and Board of Directors

4.1   The Elected Officers of SABS shall consist of the President, Vice President, Secretary and Treasurer.

4.2  Elected Officers shall serve for terms of 2 years. No member shall serve more than one term in the same office unless voted to remain by a majority of the membership. No member shall hold more than 1 elected office or voting Board position at a time. In the event a proposed slate cannot be presented, the current Board may be asked to extend up to 6 months, with a majority of membership approval, while the search for nominees continues.

4.3  Board of Directors shall be comprised of the Elected Officers and the Voting Committee Chairs.

4.4  The Board of Directors shall set the agenda, conduct the business of the organization, and ensure compliance with regulatory authorities.

4.5  The Board of Directors shall meet monthly during the calendar year. Additional meetings shall be called as necessary.

4.6 Voting members of the Board of Directors shall attend ten (10) of the twelve (12) Board of Directors meetings and the General Meetings. Absences may be excused for reasons including but not limited to the death of a family member, medical reasons, and work/employment conflict. The Board members should contact the President or Secretary to give notice of their non-attendance and should prepare a written report of their respective responsibilities in the event of their absence. Board members will be replaced if unexcused absences exceed the stipulated minimum requirements.

4.7 The Board of Directors will need a vote of approval of the General Membership for any non-budgeted expenditure of over $100.00.

4.8 A quorum will be a simple majority (1 more than 50%) of the voting board positions. In the rare instance that an individual is holding more than one voting-level position that person receives only one vote and the number needed for a quorum is reduced proportionately.

4.9 A written and signed proxy from a voting board member may be given to a non-voting board member for a specific meeting. The proxy shall include the name of both parties and the date of the meeting.

Article 5 – Officers Duties and Responsibilities

5.1  Detailed job descriptions for elected officers can be found in the “Job Descriptions” document located in the Book of Business.

5.2  The President shall preside at all meetings of the organization and shall have the authority to call meetings of the Board of Directors at a time and date convenient to the majority of the Board members. The President shall appoint the Standing Committee Chairs with the approval of the Board of Directors. The President shall have the authority to call for a vote of the General Membership in writing or through email, if approved by the Board of Directors.

5.3 The Vice President shall assume the duties of the President in the absence of the President and permanently fill the President’s position if vacated before the expiration of the President’s term. The Vice President shall assist the President in all capacities and be familiar with all committee functions and projects related to the organization.

5.4  The Secretary shall take the minutes of the meetings of the organization. The Secretary shall maintain on file the minutes of all meetings. In the event of both the President and Vice President’s absence, the Secretary shall preside at the regular meeting. The Secretary shall forward the minutes of the Board and General Membership meetings to the Board of Directors for review within two weeks of the General Membership Meeting. If the Secretary is absent from a meeting the President may appoint a member to substitute as Secretary for that meeting.

5.5 The Treasurer shall: Receive all funds and pay all bills as on behalf of SABS; Keep accurate and current records; Establish and maintain appropriate bank accounts for all the funds of SABS; Prepare monthly reports for the Board of Directors meetings; Prepare an annual written report for the SABS membership; Serve on the budget committee which prepares the annual operating budget; and, arrange for an annual audit of the financial records and submit the report of the audit to the membership.

5.6 In the event of a vacancy in an elected office other than the Presidency as referenced in Section 5.3, a special election will be held to fill the office(s) for the remainder of the unexpired term. If the Vice President assumes the vacated Presidency as referenced in Section 5.3, a special election will be held to fill the Vice Presidency for the remainder of the unexpired term. A special election will be held if both the President and Vice President offices are vacated. Other Board of Directors vacancies shall be filled by Presidential appointment with the approval of the Board of Directors for the unexpired term.

Article 6 – Committees

6.1  The President, shall appoint the following VOTING committee chairs:

  • Bazaar
  • Membership
  • Member at large 1
  • Member at large 2
  • Communications (website, Facebook, calendar & blog)
  • And the following NON-VOTING committee chairs:
  • Audit (to be filled by the Vice President)
  • Bead Jar
  • Nominating
  • Programs (to be filled by the Vice President)
  • Special Dinners/Events
  • Door Prizes/Bazaar Raffle
  • Vendor tables
  • Parliamentarian
  • Philanthropic
  • Librarian

6.2 Detailed job descriptions for Committee Chairs can be found in the “Job Descriptions” document located in the Book of Business.

6.3   The President shall be an ex-officio member of all committees except the Nominating Committee. The Past President shall Chair the Nominating Committee. The Vice President shall chair the Audit Committee and the Programs Committee.

6.4  All Chairpersons shall be current members in good standing.

Article 7 – Fiscal Year

7.1  The business year shall be from January 1 through December 31st of each calendar year.

The new Board of Directors will assume office January 1st of the next year.

7.2 The treasurer shall prepare an annual report to present at the December Board meeting.

7.3  The Board of Directors shall annually prepare and approve a budget covering the needs of the organization and present it in January to the General Membership.

7.4  If the Board of Directors or the Membership should choose to engage an independent auditor to review the records, the independent auditor shall be selected by the President and approved by the Board of Directors. The independent auditor shall not be a member of SABS.

Article 8 – Nominations and Elections

8.1  At the regular Board of Directors meeting in July of an election year, a Nominating Committee of three members shall be appointed. It shall be the duty of this Committee to present a slate of officers, with the consent of the nominees, at the August meeting.

8.2  Officers shall be elected at the meeting in September. Nominations may also be made from the floor.

8.3 Introduction and installation of the officers will be at the December meeting and they shall assume their duties on January 1st.

Article 9 – Governing Rules

9.1  Robert’s Rules of Order Newly Revised shall be the authority and govern the organization in the business procedures on all points not covered by the bylaws.

Article 10 – Amendments

10.1  The bylaws may be revised, amended or new bylaws adopted at any regular meeting of the members of this organization in accordance with the following procedures and conditions:

10.1.1 The Board of Directors must recommend the proposed amendment(s).

10.1.2 The Board of Directors must circulate the proposed amendments to the membership at least four (4) weeks prior to the meeting in which the action is to be taken.

10.1.3 The amendment(s) shall be considered passed if it receives affirmative votes of two-thirds of the members present. A quorum shall be necessary for all ratifications of amendments.

10.2  The Bylaws shall be reviewed within 2 years of its last review/revision. The date of acceptance of the latest review/revision by the membership shall be noted at the end of the bylaws paperwork.

Article 12 – Dissolution

11.1 Standing Committees – The Standing Committees listed below shall carry out the purposes of the organization. In addition, the President, with the approval of the Board of Directors, may form any special committees necessary to carry out the needs of the General Membership on an as-needed basis. Additional duties and responsibilities are included in separate job descriptions for various positions and committee chairs.

11.1.1 Bazaar Committee (Voting position) – The Chairperson and Committee shall be responsible for facility arrangements, advertising, recruitment of vendors, and all other functions related to successful staging of the bazaar.

11.1.2 Membership Committee (Voting position) – The Chairperson shall be responsible for functions related to recruitment and retention of members.

11.1.3 Communications (Voting position) – The Chairperson/Editor shall be responsible for coordinating the various aspects of the digital and printed media and PO Box.

11.1.4 Librarian (Non-Voting position) – This chairperson will be in charge maintaining all aspects of the SABS library.

11.1.5  Audit Committee (Non-Voting position) – Reviews all financial records for the previous fiscal year prepared in accordance with the financial policy no later than February 15th.

11.1.6  Bead Jar Committee (Non-Voting position) – The Chairperson shall be responsible  for maintaining the bead jar.

11.1.7 Nominating Committee (Non-Voting position) – It shall be the duty of this committee to present a slate of officers.

11.1.8 Programs Committee (Non-Voting position) – The committee shall be responsible for all SABS monthly meeting programs and special classes.

11.1.9 Special Dinners/Events Committee (Non-Voting position) – The Chairperson shall be responsible for coordinating and supervising all special dinners/events including an annual event in December and others as determined by the Board of Directors.

11.1.10 Door Prizes/ Raffles Committee (Non-Voting position) – The Chairperson shall be responsible for the procurement of door prizes from members and other sources and oversee their distribution at meetings. In addition, the Chairperson will be responsible for official raffles, including the raffle at the Bead & Jewelry Bazaar.

11.1.11 Vendors Committee (Non-Voting position) – The Chairperson will be responsible for coordinating vendors at meetings.

11.1.12 Website Committee (Non-Voting position) – Responsible for updating and maintaining SABS website.

11.1.13 Special, or ad hoc, Committees or additional standing committees shall be appointed by the President as the general membership or board of directors deems necessary including, but not limited to a code of conduct appeals committee.

Article 11 – Standing Committees (for details, see job descriptions)

12.1 The organization may be dissolved by a vote of the majority of the members. In the event of dissolution of this entity, the Board of Directors will distribute funds and property in their entirety to a successor organization with the same purpose. If there is no successor organization, funds and property will be distributed to one or more organizations exempt under Section 501(C)(6) of the Internal Revenue Code or to a governmental entity.

Adoption and Revision History:

  • First Adoption January 9, 2013
  • September 10, 2014 bylaws amended by vote to include Code of Conduct
  • November 11, 2015 Bylaws updated & clarified
  • November 5, 2016-Bylaws amended to include privacy issue.
  • March 13, 2019 – Bylaws amended and accepted by membership